Sample Business Contracts

Employment Agreement - Audible Inc. and Andy Kaplan

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  • Employment Contract. Employers can customize an employment agreement that states the salary, benefits, working hours and other important provisions for their new or existing employee.
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May 25, 1999

Mr. Andy Kaplan

Dear Andy,

I am delighted to offer you the position of Vice President and Chief Financial
Officer at Audible, Inc.  We are impressed with your credentials, your energy,
your integrity, your work ethic and your passion for our vision and

Here's a summary of our employment offer, with details following after:

 .  You will be paid $150,000/year with an annual bonus target of $30,000, paid

 .  You will be paid a $15,000 signing bonus after you have been on the job for 3
   months (note this is intended to accomplish your goal of having the '99 bonus
   target apply as though you had been an employee for all of '99).

 .  Subject to the conditions described below, you will be granted options to
   purchase 325,000 shares of Audible's common stock at a strike price of $8.00
   per share.

 .  We understand your desire not to relocate and not to have to commute every
   day.  As such, the company will provide access to a corporate apartment at a
   cost not to  exceed $20,000 annually.

 .  You will be enrolled in the company's benefits programs.

 .  You will agree to commence work full time no later than June 1st, 1999.

 .  We'd like your acceptance by close of business on May 27th, 1999.

And here are the details:

Stock options:  The stock option grant assumes that the company will have first
completed a proposed 3-for-2 stock split anticipating an initial filing range of
$9-11 per share.  This option grant is intended to offer you options to purchase
more than 1.5% of the then issued and outstanding stock.  The strike price is
set at a 20% discount on the mid-point of the filing range in light of the fact
that there is still uncertainty as to the final offering price and whether the
IPO will be successful.   If the company does not proceed with the 3-for-2 split
or if the estimated filing range is adjusted over the next week or so, we
reserve the right to adjust the number of shares and strike price of your option
grant accordingly.   In any event, you will be offered options on no less than

Vesting Schedule:  All options will be Incentive Stock Options (ISO's) assuming
the number of options does not exceed the ISO limitation, in which case a
portion of the options may have to be issued as Non-qualified Options.   In any
event, 12% of these options will vest six months after you commence employment,
and 2% will vest each month thereafter.  You will have at least five years to
exercise these options.

Accelerated vesting:  our option agreement provides for automatic vesting of 50%
of unvested options in the event of a sale or merger of the company prior to
full vesting.   It also provides that, at the time of the transaction,
additional accelerated vesting can be approved by the Board.

Quarterly bonus: we believe in a strong, results-oriented company culture and to
emphasize that, we have a performance-based, cash compensation plan for
executives and senior managers.   Every quarter you will propose, for approval
by me, a set of measurable objectives.   At the end of the quarter, and based on
accomplishments against those objectives and approval by the Board's
compensation committee, you will be paid a bonus.

Benefits:  the company has a standard health plan and will cover 100% of your
premium and 50% of your dependents' premiums.  The time-off policy is 15 days of
paid leave a year (sick, mental health or vacation time) and 7 holiday days.
The company will also pay 25% of your annual membership at a health club close
to our offices.

Temporary Living Expenses:  in the event that you choose not to relocate, but to
commute and stay at Audible during each week, the company will provide an
allowance of up to $20,000 annually for temporary living expenses.

Non-disclosure agreement:  our various preferred stock agreements require that
all employees sign the company's standard non-disclosure agreement.

Severance:  the company has no standard severance policy, but in your case will
provide for up to 6 months salary and benefits continuation in the event of
termination without cause.

That's it.  We can't wait for you to get started and your signature below
indicates you feel the same way.

/s/ Andrew J. Huffman
Andrew J. Huffman
President & CEO
Audible, Inc.

So agreed:

/s/ Andy Kaplan
Andy Kaplan